Ben 10: Alien Swarm
Plot Kevin drives his car to a garage where he is to meet alien tech dealers. He arrives and the dealer calls a motorcycle gang that has the tech. They show him tubes filled with alien nanochips. He asks what they are, but the dealer doesn't know. Ben and Gwen come out and Kevin shows him the chips. The Omnitrix reacts strangely to them. A member of the gang says that the team are Plumbers, surprising the team. She reveals herself to be Elena Valadis, an old friend of Ben's, surprising Ben and Gwen. Gwen tells Kevin that she is a Plumbers' kid. Ben says that she moved away when her dad quit the Plumbers, but she denies that. Elena says that she lured him there with the chips and says that the chips abducted her father. The chips suddenly activate. Gwen and Kevin think that Elena betrayed them, but she denies it. The dealers flee. The chips break out of their tubes and attack everyone as a man in a trench coat watches. The team fights the chips. The Omnitrix freaks out and won't let Ben transform, so Kevin fights instead. Ben sees the man controlling the chips and goes Big Chill, although he was trying for Spidermonkey. Big Chill tries to freeze the chips, but they knock him away. He keeps trying and manages to freeze them, but they break free. Kevin asks Elena who the man is, but she doesn't know. Big Chill tries to freeze him, but he flees. Big Chill turns into Ben. Elena is gone. Kevin and Gwen think that the incident was her fault, but Ben disagrees. They drive to Kevin's garage and go inside as Elena watches. They have a chip and they bring it to the Plumber base in the garage. Ben activates the scanner and scans the chip. Biological and inorganic matter is detected. Kevin doesn't understand how the chips can be tech, but also a life-form. Gwen tries to track their origin, but fails. Ben wants to ask Elena where they came from, but Gwen says that he can't trust her. Max arrives and sees the chip on the monitor. He recognizes it and an alarm goes off. They track the intruder to Max's office, only to find that it is Elena. Max tells Elena that she shouldn't have come and tells her to leave. She tries to argue, saying that her father has been kidnapped, but Max tells her to leave. Elena says that Max turned his back on the Valadises and lied to them. Ben asks Max to talk to her, but Max says that anything she would say would be a lie. Elena leaves and Ben yells at Max. Max says that her father, Victor Valadis, was once his apprentice but betrayed the Plumbers and stole the alien chips, so he was discharged. Ben says that Max can't judge Elena by her father's actions and that there is a real problem. Max says that they will analyze the chips before acting and orders Ben to stay away from Elena. Ben refuses and leaves, despite Gwen's objections. He meets up with Elena and tells her that he wants to help. They go to where Elena found the chips. Gwen explains to Kevin that Elena was Ben's first crush and that he was really sad when she moved. Kevin is trying to hack into Max's computer and read about the chips. The man from the garage wanders around a city when he is confronted by a gang that tries to mug him. He releases chips onto the gang. The chips burrow inside them and they follow the man. Ben and Elena go Valadis's lab, where Elena tracked her dad. The man watches them from the building. He puts chips in a Ship-It truck driven by chip-possessed workers. Ben and Elena look around the lab. Elena says that someone has been there. Ben realizes that he was trying to upgrade the chips. Elena says that she found the chips there and they find a Ship-It slip. Suddenly, they are ambushed by people possessed by the chips. Ben tries to transform, but the Omnitrix malfunctions. They flee to the fire escape and are followed. Ben realizes that the Omnitrix is trying to scan the chips and figures out how to use it to blast the chips. They drive away on their motorcycles, but Elena falls off and Ben picks her up. They drive away. Ben decides to visit the Ship-It center to figure out what Valadis is doing, stating that the Ship-It slip is dated from that day. Gwen and Kevin watch a recording of Max interrogating Valadis and wonder if Max's betrayal is clouding his judgement. They manage to use the computer to track the chips and see that they are concentrated around the Ship-It Distribution Center and decide to help Ben. Gwen and Kevin go back to the garage to investigate, but find nothing. They go to the Ship-It Distribution Center and explore. They see orders of chips were sent all over the world. A possessed clerk arrives and tells them to join him. They refuse and leave in the car. A swarm of chips attack and merge into small balls that attack the car. Gwen realizes that the chips are learning. The chips make a bigger ball and chase the car. They split into three balls. Kevin does a sharp turn, destroying some of the balls. They reform into spiked balls and continue the chase. The balls destroy a car. Ben and Elena hear the commotion and Ben sees Kevin's car. They get on the bike. One of the balls flips Kevin's car, destroying it. Gwen and Kevin get out of the car. A giant ball rolls towards them and grows spikes. Gwen attacks it, but nothing happens. Ben turns into Humungousaur and he and Elena arrive at the battle. Humungousaur grows armor and attacks the ball. Spiked rings form and roll around, shooting chips. Humungousaur destroys some, but more come. The chips surround him, but he breaks free. They form a spiked creature. Humungousaur throws Kevin's car at it. The car explodes and the chips die. Humungousaur turns into Ben. Kevin is angry at Ben for destroying his car. The four share their findings about the chips. Kevin doesn't want Elena to join them, but she insists and Ben joins her. Max is getting numerous reports of an alien problem from all over the world in the Plumber base when the team arrives. They convince Max that the chips have activated and tell him about how the chips possess people. Kevin tracks millions of chips all over the world. Max believes that Valadis is responsible for the chips' activation. Ben remembers that the infected people kept mentioning the Queen and that to kill an insect hive, you kill the queen. Max gives each member of the team assignments to study the chips. That night, Elena thanks Ben for helping her. Ben goes to find Max and sees the chips he was studying have activated. Max, possessed, attacks Ben. Kevin knocks him out, but he escapes in a smoke screen. The team analyzes a map and finds that the chips concentrate around large cities and central Missouri, which contains the world distribution center for Ship-It. They realize that the chips are being distribute from there and that the Queen is probably there. They go to the garage, where Kevin gives Ben a car, the DX Mark 10, that he has been building for Ben. Ben insists on driving or he'll go Humungousaur and throw it. They drive to Missouri. At the Ship-It Distribution Center, they see an army of workers loading a fleet of trucks with chips, and they see Max. They go inside and see hundreds of workers preparing the chips for shipping, and the man controlling the chips in the center, producing chips. Gwen recognizes him as Victor Valadis and the team gets angry at Elena for denying that she knows him. She says that she doesn't consider him her dad. Workers hear their arguing, but keep moving when they become quiet. Gwen and Kevin turn on Elena, but Ben defends her, saying that her father is being controlled by the chips. Ben realizes that Valadis contains the Queen. Kevin and Gwen want to destroy him, but Elena and Ben do not. Ben comes up with a plan to stop the Queen before the chips can activate. Gwen worries that Ben will be absorbed by the Hive, but Ben says that that was his plan. Elena is grabbed by workers and the team is surrounded. Ben turns into Nanomech, a unique life form based on the chips. Nanomech flies to Valadis, shrinking to chip size and entering Valadis's body. He hears the Queen trying to control him in his mind. Outside, the team fights the Hive's slaves. Nanomech battles the Queen, who wants to assimilate him. The chips start to activate. Nanomech kills the Queen, freeing Valadis and the workers and destroying the chips. He exits Valadis and turns into Ben. Elena rushes to Valadis, who has returned to normal. Max has as well. Max apologizes to Valadis and promotes Ben to be the leader of the Plumbers. Ben declines, saying that Max isn't resigning that easily. Gwen and Elena argue over whether or not Elena is a member of the team. The team gets into Ben's car and drives away. Impact *Ben transforms into Nanomech for the first time *Ben transforms into Nanomech for the final time in Alien Force *The nanochips, Victor and Elena Valadis, and the Queen are introduced *Ben gets a car navigation="true"> Nanomech.PNG|Nanomech|link=Nanomech Characters Characters *Tech Dealers *Kevin Levin *Ben Tennyson *Gwen Tennyson *Elena Valadis *Ed *Molly *Max Tennyson Villains *Nanochips *Victor Valadis *Gang *Hive Slaves *The Queen Aliens *Humungousaur *Big Chill *Nanomech Category:Movies Category:Alien Debuts